Crown of Power
by bluedrgnMethy
Summary: Downgrade and his human friend, Ash, struggle to reunite the sleeping Midicons. They are pursued by a secret that unites Autobot, Decepticon, and the future.
1. Intro

Earth date: 3.14. 2110

Place: Council of Autobot Elders, Iacon

Downgrade stood on the dais below the great descendant of Optimus Prime. He stood with great pride, but he could admit he was a little nervous. The thought of the older femme had always made him fear her power, but he admired her in her campaigns. As he watched her gold optics scan the tablet he handed her only moments before he awaited the reaction of Spiritimus Prime.

Spiritimus stared at the tablet, her optics wandering across the lines. She hardly spoke a word, her optics were as emotionless as a robot, making it difficult to tell what she was thinking. Finally, after several minutes of reading the file, she put it down and leaned back in her chair, her optics still unreadable. It was as though she was trying to conceal what she was thinking; even the mask she had risen to cover up her facial expressions hid everything to prevent anyone from understanding what she was going through.

"It would seem," she said calmly, her tone also unreadable, "that your request comes at a difficult time. You fear that we Autobots see your kind as something that should be wiped clean from this planet." She shook her head and sighed behind her mask, her optics shifting to something else before they returned to look at Downgrade again.

"You have nothing to fear, young one. We might be different compared to your Maximal kind, but we all share the exact same beliefs. As my ancestor once said: 'Freedom is the right of all sentient beings.'" Secretly, she bit her bottom lip behind her mask. "But what you ask cannot be granted so easily. Although we share the exact same beliefs, not many will like this 'alliance.'"

She stood up from her chair and turned her back on the younger mech, facing the window that overlooked the training grounds for the Autobot Boot Camp, her arms folded behind her back. Her jet-like wings twitched slightly as though she was in deep thought. She bowed her head slightly as she thought long and hard on the situation at hand. She then turned back to face Downgrade, her optics firm, but gentle.

"If I grant you this alliance that you requested, then what can you do for us?" she asked. "I do not request your loyalty, that would mean that I would be acting like my ancestor's arch nemesis."

Downgrade was silent, but compared to this adept veteran, his emotions must have been completely exposed. It was true he feared the Autobots' view of his team was very low, but not vermin. The blue mech's optics looked down out of distraction as he carefully thought about her words. He seriously contemplated what his friends could do for the Autobots. A long pause haunted his presence until he remembered something very important about the Midicons.

Looking up he began somewhat slowly, "We Midicons…seem to excel in tasks that I've seen many Autobots avoid. By nature we are explorers….but by necessity we are shadows—gathering intelligence on threats to the innocent and providing protection to those innocents." He paused as a particular muscle cable began to twitch in his leg. "I would offer you anything we have. Although I fear that would not be much; because of our avoidance of the war we may be strangely unworthy…

"Perhaps the most important thing we offer is our friendship, which we do not offer lightly. Like you said, we share the same beliefs, because of our beliefs the Midicons have always gifted their friends with great loyalty."

Suddenly, Downgrade's own yellow optics widened with a secret pleasure and added, "Though they did not ask for it…"

Spiritimus sighed and she turned back to face the young mech, her optics stone cold. She then sat back down in her chair and eyed him, listening to Downgrade's talk about the Midicons. She was almost convinced that this group was not going to help them in their fight against enemies in the far future. But she knew that they may be useful should the Autobots need someone to help them gather any information. Perhaps she could trust them enough to do something that no one else could.

"Then perhaps I can make an exception," she said softly. "I will not ask for your loyalty, only that you do not betray us. We are already stretched to our limits on our resources and are still recovering from the Fifth Great War and I believe the Decepticons are on the verge of starting a new one."

She frowned slightly and she stood up, looking Downgrade square in the optics. "Can I trust you to not make the same mistake as I once did?" She then took out her hand, in an offer to shake it.

Downgrade looked at her with a tinge of pity, wondering what mysteries were hidden in her past. When she offered her hand, he grinned brightly and clasped her hand in his. "I should hope I would learn from others' mistakes too…but I must ask something else."

"I would like to tell you our story...it may shed some light to our history, and how close the Autobots and Midicons actually are. My friend, Hvshi, also says that our past guides our future and clashes of culture drive us. Would you maybe like to hear it sometime?"

Spiritimus smiled beneath her mask for the first time since Downgrade's arrival, but she doubted he noticed it because of her features. "I have the time to hear it right now, if you'd like. I am off duty and will not be called for active duty for another few more hours."

Downgrade turned, spotted a chair, and sat. He gestured for Spiritimus to sit as well. Taking a deep breath as his master taught he let the story come to life in him.


	2. Downgrade

Long before I was born, a group of Transformers had broken off of their respective factions and created a new one. They convened in secret, hid themselves from their former comrades, and literally disappeared off the map. Time went on—the War between Autobot and Decepticon continued and escalated when the Minicons appeared. When they left Cybertron the war died down…

My first memories were of my master and my human friend, Ash. I remember him standing over me and the first words I heard are:

"It's just another load of scrap," he grumbled, "An inexperienced sparkling!"

"Mirrorshade!" was the second voice I heard, gruff and hearty, but motherly. "How could you say that when you began the same way as he did?"

"That's exactly why I say that! Do you think I'm gonna witness this protoform making all the same mistakes I did?" Mirrorshade was very grumpy back then…

"Then teach him!" a small voice, barely even near the level of the former two, commanded. The room fell silent and I noticed that the others must have been considering it. Though this voice was small, it seemed immediately that it was given great respect by the other two. I came to know this small, but courageous voice as my friend Ash.

"Wait….wait….!" said gruff feminine voice, "What are we gonna call him?"

That was the first time I saw my master. He peered over me with a frown. His optics were covered by an orange shade—that's why they called him Mirrorshade! "What about Scrap?"

"No, no, no!" Ash interjected, "He should pick his own—that's how this land works!"

"What are you talking about?" the feminine voice whined.

"He chooses his own name, because he was born here," She replied, "Cause that's what my ancestors would want…."

Mirrorshade must have relented, because I didn't hear anything about it afterwards. However, he made a strange sound and then commanded, "Come on then…"

The first time I was out on the road, I knew it was what I was meant for. I remember knowing how to maneuver, though I had never done it before. My body just did what needed to be done, and I enjoyed it. It was my calling.

However, my master didn't approve of my play and many times prevented me from having fun. I didn't know then that he was worried about me. Soon enough I learned that I could outrun him and quickly took advantage of my speed.

"Kid, wait!" Said the female, who had transformed into a green truck, "Argh…! Ash, how the heck are we gonna contain this friend of yours if we can't even get his attention?"

"We've just gonna learn to get along, that's all," Ash called back from the passenger seat of Mirrorshade's alt mode, "Although, I must admit…he's got a kick!"

"You and your odd interests!" Mirrorshade grumbled.

As we all headed into the mountains of the area something must have dawned on my human friend. "There are cops all over this section of road!" She gasped, "What if he gets caught!"

"Then we'd have a lot of explaining to do!" Mirrorshade revved his engine and caught up to me, begging me to slow down. "There are humans all over that will see you!"

"What's a human?" I called back, not listening and not understanding the gravity of the situation. Before I knew it I was gaining even more speed. I accelerated down a hill and struggled to stay on the road, since the twists and turns threatened me with a plunge down the mountain. I left Mirrorshade in the background.

I never felt so amazing and soon learned how to counteract the pull of the turn as I went down the steep incline. I still don't know how I learned so quickly…

My fun was cut short as a strange crying sound followed me. It was the "humans" that Mirrorshade had mentioned before. They didn't look so different from us except they had flashing lights on their backs. The sounds really frightened and irritated me. My friends were no where in sight. I panicked and tried to speed up. By this time, I was at full speed—there was no escape for me.

The road suddenly bottomed out and went flat and my pursuers gained on me very quickly. I was alone and scared out of my mind! They pulled up even with me and I saw little Ash-like beings in their seats too. They looked surprised. They quickly tried to run me off the road. I wasn't used to or prepared for such rough-housing. It made me spin off into the shoulder of the road. I had to stop to get a hold on my senses. They surrounded me and I must have blanked out cause that's when I heard a sudden crash. My friends had forced the humans off the road.

"Now! Let's go!" Ash yelled from out Mirrorshade's window. We made our escape back to our home as the humans tended to their machines.

"You, Mudflap! You don't have any more brains than a protobunny!" Mirrorshade bellowed when we got back to our base, "You could have blown our cover! Then those good-for-nothing humans that are hunting us would find us!"

"Calm down, medic-boy…." Said the femme with the truck alt mode, "We got away didn't we? And we didn't hit them too hard now did we?"

Ash giggled at the femme's levity which seemed to lighten Mirrorshade's mood. He stomped back into the medbay and slammed something against a wall. He didn't come back out. Ash and the femme exchanged looks and laughed. It made me feel much better.

"Well, Kiddo, think of a name yet?" The femme chuckled and crossed her arms. She had a wide smirk on her face which made me feel like she was planned something really embarrassing. She could have been for all I knew.

"Wha? How do I come up with that?"

Ash sighed and said, "Didn't anything you did make you feel happy? It's not like you have to come up with something that is profound or anything…"

"Something that made me happy?" I remembered when I felt the happiest in my whole life (which wasn't much time) but I didn't know how to say it. "Uh…I went fast…"

"Okay…." Ash moaned, "What about it?"

"You can't really have you call yourself 'went fast' after all…" the femme agreed.

"Ummmm…that hill….I made me the fastest on that whole trip!" I struggled for words, "I felt so free! Like that was what I was supposed to do…what was that thing?"

"The hill? It's just a hill…" the femme muttered.

"Well…" Ash slowly mumbled, "Technically it's called a 'downgrade'."

"Downgrade….?" I wondered, "Downgrade! That's it! That's me!"

"Sounds like the opposite of Upgrade….doesn't make you sound very smart…." The femme said.

"Nonsense, it's great!" Ash cheered, "Not all Transformer names have to do with computers now do they?"

"Well….no, I guess they don't." Then the femme walked off saying, "I gotta do some work on the communications again—it's been glitchy."

Ash quickly took charge when the fembot disappeared, "Let's go sit outside, it's still nice out." When we did, she sat on an area that was set aside to look at the world below. The trees concealed the entrance in the mountain and us. Ash crawled up onto my crossed leg once I had sat down.

"I have someone for you to meet!" she exclaimed while pulling out a long object from her pack. Quickly it changed shape and a small robot stood there. "His name is Chrome—he's my minicon! After I met him Mirrorshade came looking for him and I guess I became a part of the team after that. It took a while for him to get used to me."

"So what exactly does he do around here?" I asked.

"He's the leader now…" Ash suddenly looked sad. "but he's also the medic. Make sure you remember that, cause if anything happens to him you guys are all in trouble!"

"All? How many are there?"

"There are apparently many, many Midicons, but I've only met three or four…"

"Midicons?"

"I guess you need a crash course here…" Ash thought for a moment, "You're a Transformer, okay? Transformers are from another planet and they came here a long time ago because of a war. There are Autobots and Decepticons besides our team..the autobots fight for freedom, and the Decepticons fight to conquer."

"That doesn't sound good…" I remember being very confused, but I tried my best to understand.

"It's not!" another voice came in from the air. When I looked I noticed a plane coming in and transforming into another robot. He was much taller than I was.

"Hawk! Keep it down!" Ash frantically tried to shush him, "He's always yelling…"

"Downgrade should know about the former leader if you're giving him an orientation…" Hawk said.

"How'd you know he was Downgrade?" Ash asked.

With a wave of his hand Hawk mumbled, "Mirrorshade told me…"

"Figures…well then, Downgrade, you should know the former leader's name was Apollo Purus…" she stated, "He died right before you awoke."

"Died? From what?" I asked.

Ash and Hawk glanced at each other and then they said simultaneously, "Decepticons…"

Ash elaborated by saying, "They attacked me in attempt to steal Chrome. When the others came to my rescue, Apollo was wounded too greatly for Mirrorshade to fix him."

"It's been hard for us all to cope, Ash," Hawk said, "but having you safe and then this new bot here, will probably make it better…"

"Probably…?" she asked.

"Well, it makes me happy to see you come everyday," he smiled warmly at her, and then chuckled, "but I'm not always the one to watch you, now am I? That's what Mirrorshade does!"

Ash giggled but then gestured for him to stop. He seemed to care a great deal about her and he smiled as he disappeared into the base. A momentary silence made it awkward for me to ask anymore questions. Ash looked to the horizon at the setting sun. "I think I should be going home now, Downgrade. I'd be breaking a promise I made to Mirrorshade if I stayed—my parents might come looking for me."

She must have noticed my frown because she added, "I need my sleep. You do too. Afterall, tomorrow will be another big day for you!" She slipped into the same door Hawk went, leaving me to wait until dark thinking about all we had talked about. Once it got dark I walked inside and looked for Mirrorshade, feeling he could answer something that plagued me. I ended up finding him at work in on the bridge.

"Um…Mir-Mirrorshade?" I asked; I didn't exactly remember his name at the time.

"….Yes…?" he grumbled. "What'do you want?"

I fidgeted, then asked, "What exactly are humans? Why is it so bad if we're seen?"

Mirrorshade turned around slowly but when his faceplate was visible I noticed he wasn't mad—he was perplexed. I don't think he expected that question. "Well, humans are another lifeform—an organic one. They're much weaker than us on the outside, but some are just as strong as us on the inside…this world is theirs."

"Don't we live here, too?" I had an odd way of seeing things, "wouldn't that make it our world too?"

The medic chuckled, "Not in the same way. We are only guests here…and while we are here we have to respect the wishes of this planet's superiors."

"Wishes?"

"We are not to be seen by average humans," then he looked down, "As odd as it sounds, they don't want anything to do with us. They'd be afraid if they were to see us."

"But Ash isn't afraid," I said confidently, "Isn't she a normal human?"

Mirrorshade smirked and again chuckling to himself he said, "Yes she is…but she was chosen by us to be our liason." Then he walked towards me and taking a good look he mentioned, "I can see that I misjudged you—you're much smarter than I gave you credit for. But you're still young. It looks like I'm going to have to invest some time into your teaching if I want you to make something of yourself."

I looked at him, not knowing what he meant or what to say. He seemed to except something from me after his words because he just kept staring at me with those critical eyes. Once I tilted my head he finally spoke to alleviate the clouds in my mind.

"I'm going to teach you to fight."


	3. Red, Blue, and Silver

I still didn't understand how I came to be or what was going on in the world at the time. It didn't matter because I had a place to belong and my friends cared about me. At first I didn't realize how well they did, and I honestly believed Mirrorshade hated me. However, with Ash's guidance I was able to deal with his critical outlook and harsh tests. Her kind nature always calmed me down and I looked forward to seeing her everyday.

One day when she came back from school I had just gotten done with a lesson from my master. Or should I say he had gotten down with me….

"Stay flexible!" He kept saying, brandishing his claws each time. "You need to stay flexible but remember to keep your guard up—strong and sturdy."

The other femme, Ram, had been watching the whole sparring match and said, "you can't expect him to understand right away, 'Shade. He's got to build up his strength first!"

"Look, you! Don't interfere with my teaching! I'll do it my way and you can do it yours!" He growled, then to me he said, "That's enough for today…"

I collapsed in exhaustion and buried my face close to the ground. Ash had walked in and knelt by my head. She was silent, so at first I didn't notice, but when I did I looked up at her. She smirked, which confused me. It was Ram that spoke in the silence. "He wasn't that harsh on you, Ash…" she mumbled.

Distractedly Ash looked up at her and replied, "Well, he couldn't really spar with me, could he?"

"Mirrorshade taught you?" I just had to ask. Afterall, how could he? Ash was so small….

She seemed to guess my thoughts. "He taught me a few moves….hey I found something interesting here. See?" She unfolded a piece of paper and held it up to me. The picture on it made no sense to my eyes. Making the connection to my confused face Ash changed her gaze. "Wrong person to ask…what do you think 'Shade?"

His optics squinted at the small black and white image and he hummed. After a second he walked to the bridge with us in tow. Pressing a few buttons and still humming he brought up the image on the larger screen. I quickly expressed my awe but the others were hushed. The scene showed many cars in it, but in the foreground was a red car and a silver one. Mirrorshade scratched his chin. "These are not normal cars…."

When I looked closer at the photo I noticed what he saw. Despite the blurry appearance the two cars in front clearly showed an anomaly. The cars weren't shaped properly. It seemed...

"They seem to be falling apart, and yet still running," Ram said, "Those aren't normal cars…."

Ash who had taken a spot on my shoulder interjected, "These street races have been on the news for weeks. Those two are at the top of the list. Apparently they have some sort of tournament thing going on and have been under the radar. Now that so many have joined, it's bigger, but the police still can't catch anyone in the act. As soon as a racer spots a potential cop they warn the others…."

"And these are illegal races?" Mirrorshade wondered, still looking at the screen.

"Of course," Ash replied, "It's dangerous to other drivers and breaks all kinds of rules. They don't care about what happens to others and even attack police cars if they are cornered. Also because it's been taking place in many cities and counties, it's hard for any district to have authority over their arrest and conviction."

Mirrorshade looked pained, his optics weren't visible, but when he turned around I could see his shoulders slump. Looking at Ash he begged, "Ash, I need your help…I want to go after these two." Ash didn't say a word so he continued, "I have a hunch, but I want to be sure. I'll have to get close to them, and the only way to do that is to race."

"You want me to act as your driver, don't you?" Ash sounded a little scared, the first time I've ever heard that from her.

"Don't worry if someone sees you, hon!" Ram butted in with her usual gusto, "I can take care of that!" I didn't understand what they were talking about until they got ready to leave. Ash had agreed to help Mirrorshade, and I had to stay behind with Ram. She constantly tried to get me to cheer up by telling weird jokes. We monitored Ash and Mirrorshade by watching the screen that showed images from Hawk's surveillance. I barely recognized Ash at first.

"The hologram is working great!" Ram mentioned through the commlink. "You should see Downgrade's face!"

I hadn't noticed that I was making faces, but once she mentioned it I schooled it back to plausible wonder. Ash and Mirrorshade had blended in to the group of racers and to make it easier, Ram had engineered an image to make her look different. She was older, and instead of dark hair the disguise consisted of light hair, shorter and spikier. Though I couldn't see her face due to the clothes she was wearing to conceal her identity, like all the others. Honestly, I thought it was good, but it didn't compare to the real her.

"I still feel a little bad being here," Ash once back inside.

"That's the price of being a Midicon, girl…" I remember Mirrorshade saying to her, "Sometimes you have to act like the bad guy to be the good guy." That stuck with me for a while. What kind of operation were my friends doing here? It wasn't just the race, it was something more that bugged me. They were the good guys, weren't they?

"I see the two we're looking for," Hawk reported and I could hear the roar of his engines as he took off to find cover. "They're at the starting line."

"Great," Mirrorshade said as he took his place. A girl stood in front of all the racers and signaled the start. There were no announcements, no banners, and, strangely, no cheering. The rev of the cars was all that marked the race's beginning and I glued my optics to the screen to see what Hawk watched.

The red car and the silver car bulleted to the front of the pack as soon as they darted from the hideaway. The other cars almost didn't stand a chance. The gap between them grew very quickly as the humans struggled to keep up with the champs. Mirrorshade was the only one to gain speed now and was able to get up to the two they were after. The red and silver cars were driving with such precision they even took turns together. Ash could see them better now. "Wow a Mustang and…a Delorean…" she breathed in awe.

"Is that bad?" Ram asked.

After a pause Ash replied, "No, but it's old and very rare. It also looks like it's got some sort of custom boosters on it. Reminds me of a movie…" She giggled, but said no more. They continued to gain on the two racers through the city and along the highway. Various human cars dotted the road—ones that weren't in the race.

The pack of cars had been able to catch up a little. Mirrorshade took his chance to get close to the Delorean. "Hey!" he yelled into the commlink. I glanced at Ram, she seemed confused.

She confirmed my suspicions by asking, "Who are you yelling at, 'shade?"

"The….car!" he stuttered, "Hey, you! I know what you are! Answer me!" No answer.

Quickly the Mustang spun and rammed its side into Mirrorshade and sent him crashing into another car. Something must have caught his wheel because he flipped. I could hear Ash scream and they flew into the woods at the side of the road. At the last second he must have transformed and caught her because Hawk's next close-up of them was Mirrorshade walking out of the other side to avoid getting seen. She was sitting on his shoulder when Hawk landed to meet them.

To my surprise the grumpy medic's face softened and turned to Ash and asked in a sincere tone, "Are you alright?" Ash grunted and nodded, but I could tell even in the transmission that she was still scared. Hawk didn't say a word but Mirrorshade must have known what he wanted. "I think we should call it a solar cycle…"

Back at the base Ash seemed shaken up. Mirrorshade was silent and so was Hawk. I think they were worried about her. I was too, to be honest. When I asked her about it she only said, "We'll do better next time!" The glare in her eyes made me scared at first but I came to respect it.

"They're won't be a next time…" Mirrorshade commanded, "We'll have to think of another way to get to those two."

Ash fumed, "Don't you even have a competitive circuit in your body?"

The medic lowered himself to her level and slammed his hand on the ground, "Not at the risk of someone I care about!"

Ash blinked, but stood her ground, "That guy scared you out of the race! He's just a big bully!"

Shrinking back a little the black medic looked away. "The decision's final. Now, isn't it time for you to go home?"

Ash turned away and growled, "I told my parents I'm staying at a friend's house. She knows you guys, so if they ask then she can take care of it…I wanted to stay here for the night."

Mirrorshade nodded then retreated to the medbay—his office. Ram and Hawk looked at each other before walking in to their respective rooms. Ash and I walked into mine; the one that they gave me had belonged to a former Midicon who had mysteriously disappeared. It didn't bother me to know this but Ram kept trying to get me to switch to another. I think she was superstitious. I sat down on the recharge berth as Ash climbed to a spot where she placed what she called a "hammock" on the wall.

"Downgrade, you're my friend right?" Ash asked when we turned off the lights. I nodded. "How do you feel about races?"

"That thing you just did? I think it looked like fun…"

"For you it might be," Ash's voice didn't have any sort of color, so I couldn't tell what she was thinking, "I don't think Mirrorshade does."

"Do you?"

She hesitated before saying, "I…well, it wasn't the race I liked—I'm not one for races. But…I don't like it when anyone bullies another, especially my friends. I take pride in defending others, just like you guys do."

I guess I didn't feel as bad then about what Mirrorshade had said, but now everyone was confusing me. Ash continued, "I think you and I should practice. Tomorrow's my day off."

"Last time I went out Mirrorshade yelled at me," I pointed out.

"That's only cause you didn't listen to anyone. You're a little smarter now. But…you have to promise you'll listen to me. Okay?" I nodded, but Ash reached down and held out here hand. "You're a little too big to pinky promise, but hold out your hand." I obeyed and she placed her small limb on my palm. As small as it was, I was amazed I could feel how warm it was.

"Don't break your promise, Downgrade."

We were able to sneak out the next day after my lesson and we were out on the empty road near the base. The open fields had made perfect practice grounds along with the roadwork. Ash guided me through some maneuvers to assess my control and then we were off at full speed. Leaving me to do the driving, she navigated me to roads that were barren. At least they were for a while…

We were surprised to see the Mustang and Delorean pass us on the road. Ash fidgeted as they hovered by my sides. It seemed like they were sizing us up. The Delorean zipped away in front of us and then the Mustang followed falling back. It was as if it was taunting us to follow.

"After it!" Ash yelled and I accelerated. The Mustang quickly kicked it into high gear almost vanishing in front of me.

It was a struggle at first to catch up to them. I couldn't believe something was that fast; I even reached the speed I had gone the first time I was out and no luck. They still weren't closer than they were before.

_You've got heart kid. _

"What was that?" I slowed in my shock. Something had sent a message in my head. Or at least, I guessed that's what happened. It sounded like the commlink, but clearer.

Ash must have heard it too, though I don't know how. "You…you're a Transformer?"

_That's right!_ The voice chimed, _Now that I have both of your attention, I wanna invite you to the next race. _

"Why?" I asked, and Ash echoed it. The other Transformer must not have been able to hear me.

_Cause I like you guys. I noticed your little black car isn't here…What's wrong? Got scared after my little threat?_

I heard Ash growl. It didn't take me long to feel the same as she—the guy was teasing us! I sped up, but had to slam on the breaks when the Mustang appeared in the middle of the road. Once I stopped he said, "The next race is in one month by the abandoned plant. If you're brave enough, I'll send word to the humans that run it to expect you!" He sped off and left us pondering our next action.

Of course, we accepted. Ash couldn't let it go and I wanted to know how he got so fast. Besides the way he contacted us was a mystery, and naturally we were curious. As we coasted up to the meeting place Ash got nervous. "I just hope Mirrorshade doesn't figure out we did this behind his back…"

I didn't say anything; she had advised me to keep my voice down. It was easy for me to do so because I was too focused on what was going on around me. Most of the humans were leaning on their cars exchanging comebacks and bragging about their upgrades. I couldn't make most of it out. When I caught sight of the Mustang I growled.

"Easy, Downgrade," Ash whispered, "Remember where you are…"

Tilting the wheel to give me a hint Ash had me park nearby. She got out, disguised again, and the other racers started laughing. She ignored them. Some started yelling and I could pick out a specific complaint.

"Decided to comeback? You'll just get beat again!" one yelled above the others. Another added, "Didn't learn your lesson last time? You can't run with the big dogs!" They continued to laugh while Ash waited.

The Mustang idled over to us. There was a person in his driver's seat, but I could tell it was just an image. "I'm glad you came," he said, "Don't get scared off, now…"

There was a scrabble to get in their cars when the woman walked in front of them to start the race. Each of their machines added to a chorus of engine motors as they warmed them up. Ash held her breath and I whispered to her, "Don't worry, I'll protect you if something happens."

"Thanks Downgrade," She let out her breath then looked around, "it's just…I know this place."

I wasn't able to ask anything about it because again, the flag dropped and the cars took off. It was easy to pin point the Mustang and Delorean but a chore to actually get to them. I wondered how Mirrorshade had done it. Once an opening showed itself it would close. Five openings went by before I had a chance to take them.

Ash took charge and slammed on my gas pedal and steered to the next place ahead of us. The pack rounded the plant and headed for the highway. I didn't argue when she continued to put me further and further ahead. When the next obstacle came I took over. The other racers went up over a large hill and they left the ground.

I leapt with them, landed, and used the pause after to pass three more people. Now we were out of the pack! Two cars were in between us and the Mustang, spread apart so it made it hard to sneak up on them. When I tried to think of what to do next I suddenly recognized were we ended up. "This is my hill," I mumbled. The turns and twists came up at me and I threw my side at them and accelerated. I had finally reached the Mustang.

"Glad you could join us, kid!" he yelled. Suddenly, he spun again. In the tight mountain road I only had enough time to slow. He kept going into the trees.

"Nice, Downgrade!" Ash cheered. "I wouldn't even have had time to react." If I were human I would have blushed.

Another metallic voice, a feminine one, interrupted our little moment, "Arabian, don't you kill them! And I told you not to reveal yourself!"

"I couldn't help it, my sweet!" the one called Arabian replied, coming up from behind us. The Mustang stayed behind, and I didn't really feel comfortable between the two cars. Moving to the outside I could see the hill in the distance. Fire burned inside me. I wanted to be first!

The opening that I aimed for was quickly blocked by the Delorean. I tried the other side, and again she blocked it. Trying to slow, I only managed to slam my backside into Arabian. "Hey!" he yelled.

"Keep it together, Arabian!" the Delorean yelled, "I don't give up my spot to anyone!"

I could hear the Mustang grumble but put himself back into place. The small space made me panic, but Ash had an idea. "Downgrade! Quickly, there! Up on the side of the road!" She led me off the road up the mountain, tilting over the quickly open area. Trees rushed by and then block my passage. A jerk of my wheel made me jump the small ledge back to the road.

"No!" The Delorean yelped, but I could hear Arabian's amused comments behind her.

The road narrowed again, and soon I realized Ash had put me in front. Almost with an explosion I took off down my familiar hill. The narrowness kept the two from passing me as I focused on gaining speed. The almost ethereal feel of the speed came back to me again, but this time I was able to focus it. I was in the front and once the road bottomed out again as the finish line came up and I rocketed over it.


	4. Pass it On

Mirrorshade had caught us in the act after I had won the street race. He had been spying with Hawk. We even raced back to the base before any of the street racers could stop us. Turns out Arabian and his "sweet" were part of our team. Of course I hadn't realized the name was on one of the tags in the resident area of the base. If I had maybe I would have seen it coming when my master asked us to lead them back. We had a meeting when they returned where Mirrorshade insisted on scolding us.

"I can't believe you went behind my back, Ash!" Mirrorshade's anger flared, but he quickly softened. Reaching down to her he scooped her up in his hand and looked her straight in the eye. "I was worried about you…"

She leaned over and kissed him. "Figures for my valiant hero…" she teased. Mirrorshade's face was not amused, but he placed her on his shoulder. I got a little jealous, but didn't say anything.

"Hey, kid, those were some fancy moves out there! The race guys were really mad when they couldn't find you, kid!" Arabian grabbed my neck in his arm, "I wouldn't have thought of that!" He was taller than me so he had to lean over. Chuckling at the complement, I looked over at the other new Transformer. She was brooding in the corner. I never remember her ever smiling.

"C'mon Twister, you're not going to hold a grudge against him forever are you?" Mirrorshade asked her. She turned her cyan optics towards the medic, glaring. I guess she never did let it go.

The discussion went to Ash, "Mirrorshade, I think we should tell them about Apollo…" He nodded.

"I think you guys should know Apollo Purus, our leader, is offline," his words strained. I could have sworn I saw a hint of sorrow under his visor. Ram placed a hand on his empty shoulder and Ash pat his neck. Smiling he gathered the next part of his message, "He was killed by Decepticons protecting Ash here."

"We know…" Twister said, "The signal came that the artifact has been passed to someone else. So, who is it—you?"

"No," Mirrorshade now seemed amused. He pointed to Ash and said, "Her."

"A human? How can that be?" Twister exclaimed, closer examining Ash.

Arabian walked up to the group from his spot beside me and gave Ash a small pat. "Hey, welcome to the team, fleshling!" he mused. She swatted his hand away, but I could see the hint of amusement in her eye.

Twister folded her arms, "So does it work the same way in a human than it does in a Transformer?"

"Not sure…" Ram noted with a dangerous tone in her voice. "She hasn't showed any powers yet…"

"Actually, I think she has…" Arabian mentioned, "When they got close to me on the road I contacted them on its frequency, both Downgrade and Ash heard me…"

Mirrorshade looked at Ash with a smirk. "So it looks like Apollo knew what he was doing, after all, huh?"

"So, what? We take orders from a human now?" Twister barked.

"She's asked that I take over that capacity…" Mirrorshade said off-handedly.

"A medic?"

Hawk stepped forward and spoke, "He's been able to lead us well so far and he's been the Second in Command to Apollo for millennia. Since he is Apollo's apprentice…"

Twister relented and went to look for her room. That was the end of that argument. I was confused and wished I knew more about before I awoke. They didn't tell me much in those days, only bits and pieces. I remember Ash talking to Mirrorshade afterwards about the prior events; they both had scars that only they understood. I guess that's why Mirrorshade always treated her like his sparkling…

"Excuse me, ma'am," Starblaze's voice called, interrupting the story. "I hate to interrupt you and your meeting, but I think it's best that we leave it for now. An Autobot by the name Bumblebee has reported that the Decepticons are attacking Praxus and that the locals require our help."

Downgrade glanced at the new femme a little surprised. He didn't know what to say and waited for Spirit to reply to the other Autobot.

Spirit immediately stood up, her seeker wings twitching slightly and her tone hardening. "Order our troops to meet up at the gates of Iacon City," she said. "I will join them as soon as I am able to."

Starblaze nodded and departed immediately, leaving Spirit and Downgrade alone. The femme commander turned and faced him, her golden optics softening somewhat. "I apologize that this happened, but I have my duty to do. We will discuss this some other time when I am available."

"I understand," Downgrade reassured her, standing respectfully, "You gotta do what you gotta do." Immediately he internally punched himself for such casual remark. "I'll just see myself out."

Spirit nodded and turned her back on him and to cast her gaze to the window behind her, a sullen look entering her optics. "Take care, Downgrade," she muttered so quietly that Downgrade might've misheard her. "Dark days loom ahead for us all."

Outside, Downgrade left the Council chamber, lost in thought. He didn't realize how well he remembered those days on Earth. It seemed as though every word that was said was now emerging from deep within. Part of him wanted to remember—to keep alive Ash's memory—but another part wanted to keep it hidden to prevent the hurt.

The blue mech walked down the hallways passing many other Autobots. Most gave him funny looks—he was much smaller than most of them. He was still, after all, considered a sparkling despite his odd beginnings. Two familiar figures met him by the entrance.

"So how'd it go?" The black and blue mech asked.

Downgrade smiled, "We're Autobots now, Mirrorshade! Sorta…"

Mirrorshade slapped him on the back, "I'm so proud of you!"

The other bot, a green one, fidgeted nervously, "Feels so weird to be here….I've never been welcome before…"

Mirrorshade chuckled and they all walked out with a silent agreement. A loud sound caught their attention. Looking up, they noticed Spiritimus, in seeker form, taking off into the distance. Some other Autobots on the ground followed her. The Midicons stopped to watch them go by. The small medic's eyes seemed to gloss over.

"You okay, Master?" Downgrade wondered, bending over to see under his helm.

The medic blinked as if he hadn't at first heard his once student. After a slight pause he rubbed Downgrade's head playfully. "Just remembering something about the past…."

"What part?" Ram inquired.

Mirrorshade sighed and said, "When we started getting involved in the Minicon battles…." He scratched his head as they continued to stare at him. With his eyes closed thoughtfully he mentioned, "It seemed we were always watching someone go to war."

"Or we were always fighting…" Ram added, looking away shamefully. "Looks like it's going to be that way again?"

"What's wrong with that?" Downgrade asked, "don't we have something to fight for?"

Mirrorshade smiled at him. "Yes we do. So Downgrade what did Spirit say that took so long?"

"She didn't. I did—I told her a story," The blue and orange mech grinned sheepishly.

"Our story?" Ram asked, "All of it?"

"Well, she had to leave," Downgrade pointed to the sky as evidence, "I told her about when I awoke, and finding Arabian and Twister…"

Mirrorshade seemed happy to hear this and put his hands on his hips. "Speaking of which, did I ever tell you what Ash and I talked about when those two came back?" Downgrade and Ram shook their heads. Finding some place to rest on their walk the three Midicons stopped to listen to the Medic.

I was still angry of course, both Downgrade and Ash had disobeyed me and I would be lying if I said I didn't care about them. I had realized how much I really did care about Ash when they left without saying anything to me. She was the first human I had come close to in a very long time, and we both had something in common.

"'Shade, I'm sorry I disobeyed you….but I had to do something!" Ash had said to me when we were alone in the control room. "You weren't going to…"

I wanted to argue; I was still sore at the two of them. I felt a little betrayed, but something else made me hesitate. "I know….I'm glad you did," I ended up saying.

"What? You are?" Ash sounded just as surprised and I was.

"Yes…You and Downgrade were able to earn their respect and they came back to us because of it," and with another sense of hesitation I added, "You were right that I was bullied out of the race..."

"I just…I remember Apollo saying something about how you guys are all family. You have to be brave to protect your family, right?"

I hadn't thought about it like that but I told her, "We're supposed to be shadows…If we all had your attitude about things everyone would know about us. Even the Autobots and Decepticons…"

"Is that so bad?" Ash asked, "Why shouldn't they know about us?"

"Because of what we protect-because of what you carry. I prefer the other Transformers to think we are renegades than tell them the truth." I remember watching her clutch her chest. Her sad expression made me start to hurt. We were both silent for a while.

When one of us finally spoke, it was Ash. All she said was, "I miss Apollo."

"I do too, Ash," In an attempt to cheer both of us up I asked her, "Remember when he met you?"

"Yes, he had followed Chrome's signal," She said, "Just like the Decepticons did. He had to protect me after that. It's why I was always at the base."

"If I remember correctly, it was me who was always stuck with that job…" and I was always the one protecting her. She giggled. I continued, "But I ended up liking it. You became family too. When Apollo went…offline…having you around helped me cope a little."

Ash leaned on my neck. I knew I had to tell her something else, "But we have something else to focus on now. We have to find all the other Midicons."

"There are more?"

"Many more…and not all of them are as easy to find as Arabian," I remember finding most of the others by sheer luck once before. Since then they had scattered again. "The original ones who had come from Cybertron with me and Apollo were Hawk and another mech."

"Well, what about the others out there, like Ram?" Ash was right to be confused; I had barely told her about the origins of the Midicons.

"Others like her had joined us after we were on Earth."

"From where?"

"The other factions of course," I said. It must have satisfied her questions because the rest of the time I worked she was silent. It took me a while to notice Ash had drifted off to sleep on my shoulder. I left her there. I had a bigger problem.

How were we going to find the others? Midicons didn't really have a specific way of telling each other things from afar. That was always Apollo's secret. I thought maybe Ash could find a way, but with her limited knowledge of the others or of the artifact, it would be nearly impossible. Our secret nature was stabbing us in the back.


End file.
